1. Break Fee: Provisions for compensation if one party fails to complete the swap, typically included in higher-value transactions

2. Management Rights: Special provisions regarding management participation or board representation post-swap, used when relevant to the transaction

3. Tag-Along Rights: Rights of minority shareholders to join in the swap, included when protecting minority interests

4. Drag-Along Rights: Rights to force minority shareholders to participate in the swap, included when needed for complete ownership transfer

5. Employee Matters: Provisions regarding treatment of employee stock options or share schemes, included if employees hold shares

6. Competition Compliance: Special provisions regarding competition law compliance, included for larger transactions

7. Interim Management: Provisions governing company management between signing and closing, used in complex transactions

8. Third Party Consents: Provisions regarding obtaining necessary third-party approvals, included when such approvals are required

1. Schedule 1 - Share Details: Detailed information about the shares being exchanged, including share certificates numbers and shareholder information

2. Schedule 2 - Valuation Report: Independent valuation report or agreed valuation methodology details

3. Schedule 3 - Closing Checklist: List of all documents and actions required for closing

4. Schedule 4 - Company Information: Detailed information about both companies involved in the swap

5. Schedule 5 - Warranties: Detailed warranties given by each party

6. Appendix A - Board Resolutions: Copies of board resolutions approving the swap

7. Appendix B - Regulatory Approvals: Copies of required regulatory approvals or filings

8. Appendix C - Share Certificates: Forms of new share certificates to be issued

9. Appendix D - Tax Opinions: Tax adviser opinions on the treatment of the swap